Business Context and Reporting Period
This Form 8-K Current Report was filed by Benefit Street Partners Realty Trust, Inc. (referred to as Franklin BSP Realty Trust, Inc. in metadata) on September 26, 2018. The report details unregistered sales of equity securities that occurred between September 17, 2018, and September 26, 2018.
Key Financial Metrics
The filing does not provide standard financial metrics such as revenue, profit, cash flow, margins, or debt levels. The primary financial data point disclosed is the capital raise:
- Capital Raised: $15,250,000 committed by two accredited investors.
- Security Type: Series A Convertible Preferred Stock ($0.01 par value).
- Purchase Price: $5,000 per share plus accrued dividends.
- Liquidation Preference: $5,000 per share.
Material Changes
The material change reported is the execution of joinders to a Stock Purchase Agreement originally dated June 1, 2018. This action secures a commitment for the purchase of $15,250,000 in preferred stock. The timing of the actual closings and the specific allocation of shares per closing are at the Company's sole discretion, subject to certain limitations.
Guidance, Outlook, and Risks
Management Commentary: The Company retains discretion over the timing and amount of shares sold at each closing. The offering was made pursuant to the exemption provided by Section 4(a)(2) of the Securities Act of 1933 and was not registered under the Securities Act.
Risks and Contingencies: The Shares may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements. Detailed terms of the Preferred Stock are incorporated by reference from a prior Form 8-K filed on June 6, 2018.
Investor Verification Checklist
- Verify the specific closing dates and the number of shares issued per closing, as these are determined at the Company's discretion.
- Review the June 6, 2018 Form 8-K (Item 1.1) for the full material terms of the Series A Convertible Preferred Stock.
- Confirm the identity of the two accredited investors involved in the joinders.
- Assess the impact of the $15,250,000 capital raise on the Company's overall capital structure and liquidity.